U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 18636 / March 24, 2004
SEC v. Universal Express, Inc., Richard A. Altomare, Chris G. Gunderson, Mark S. Neuhaus, George J. Sandhu, Spiga Limited, Tarun Mendiratta, 04 CV 02322, (GEL) (S.D.N.Y.)
Today, the Securities and Exchange Commission (the "Commission") filed a complaint seeking a temporary restraining order ("TRO") and other emergency relief against Universal Express, Inc. ("Universal"), its chief executive officer Richard Altomare, and others involved in an illegal distribution of Universal common stock to the public. The Commission alleges that from April 2001 through the present, Universal has issued more than 500 million shares of stock for distribution to the public, issued a series of false press releases regarding funding commitments for the company, and made other false and misleading statements about its business.
The Commission alleges that Universal, Altomare, and Universal's counsel Chris G. Gunderson, Jr., distributed stock through Mark Neuhaus, George Sandhu, Spiga Limited, and Tarun Mendiratta (collectively, the "Resellers") purportedly as consultants to the company. According to the Complaint, the Resellers paid Universal in excess of $9.1 million for the stock, resold the shares to the public for a quick risk-free profit, and then used the proceeds to finance their subsequent share purchases in the ongoing scheme to distribute the shares into the public market. The Complaint further alleges that as the dilutive issuances weighed on Universal Express' stock price, Altomare issued a series of false press releases from May 2002 to April 2003 announcing funding commitments for a total of $885 million and thereafter made other false statements in public interviews, press releases, and Universal Express' filings with the Commission. The Commission further alleges that, following the illegal sales to the Resellers, Altomare diverted a substantial portion of the proceeds to family members and personal accounts.
The Commission's action seeks a temporary restraining order and order for accounting against Universal, Altomare, and Gunderson for the ongoing securities registration violations. The Commission is also seeking preliminary injunctive relief against all defendants. The Commission's action alleged that Universal, Altomare, Gunderson, Neuhaus, and Sandhu violated 17(a) of the Securities Act of 1933 and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; that Universal, Altomare, Gunderson, and each of the Resellers violated Sections 5(a) and 5(c) of the Securities Act; that Universal violated Section 13(a) and 13(b)(2) of the Exchange Act and Rules 12b-20, 13a-1, and 13a-13 thereunder; that Altomare and Gunderson aided and abetted such violations; that Altomare and Gunderson violated Section 13(b)(5) of the Exchange Act and Rule 13b2-1 thereunder; and that Altomare violated Rules 13a-14 and 13b2-2 under the Exchange Act.